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Disclosure Regarding Director Orientation and Continuing Education

The Board has adopted a written New Director Orientation Policy designed to:

(a) provide each new director with a baseline of knowledge about the Corporation that will serve as a basis for informed decision making;
(b) tailor the program for each new director to take into account his or her unique mix of skills, experience, education, knowledge and needs; and
(c) deliver information over a period of time to minimize the likelihood of overload and maximize the lasting educational impact.

The orientation program is tailored to the needs of each new director and consists of a combination of written materials, one-on-one meetings with senior management, site visits and other briefings and training as appropriate.

The Board also recognizes the importance of ongoing director education and the need for each director to take personal responsibility for this process. To facilitate ongoing education, the Corporation:

(a) maintains a director’s intranet site to facilitate the exchange of views and published information;
(b) maintains a membership for each director in an organization dedicated to corporate governance and ongoing director education;
(c) each year encourages and funds the attendance of each director at one seminar or conference of interest and relevance, and funds the attendance of each committee Chair at one additional seminar or conference. In all cases, approval for attendance is obtained, in advance, from the Board Chair;
(d) encourages presentations by outside experts to the Board or committees on matters of particular import or emerging significance; and
(e) at least annually, schedules a site visit in conjunction with a Board meeting.